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Results of Annual General Meeting
Value Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1997/002203/06
Share code: VLE
ISIN code: ZAE000016507
(“Value” or “the company’)
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that, at the annual general meeting of Value held on Wednesday, 23 September 2020, all the resolutions as
set out in the notice of annual general meeting were passed by the requisite majority of shareholders.
% Number
Total number of issued ordinary shares 100% 165 636 864
Total number of non-voting ordinary shares 3,63% 6 009 290
Total number of voteable ordinary shares 96,37% 159 627 574
Total number of issued “A” ordinary shares 100% 10 429 010
Total number of non-voting “A” ordinary shares 31,92% 3 329 010
Total number of voteable “A” ordinary shares 68,08% 7 100 000
Total number of shares that can be exercised at the meeting 100% 166 727 574
Total number of shares present/represented including proxies at the meeting as % of voteable shares 87,18% 145 360 763
Total number of shares present/represented including proxies at the meeting as % of issued shares 82,56% 145 360 763
Total number of members present in person 5
The resolutions proposed at the meeting, together with the percentage of shares voted or abstained as well as the percentage of
votes carried for and against each resolution are displayed below:
Resolutions:
Ordinary “A” Ordinary shares
shares
Number of For % Against % Abstain % Number of For %
votes voted votes
at the voted at
meeting the
meeting
Ordinary resolution 1.1: Approval of 138 540 330 100,00% 0,00% 0,01% 6 800 000 98,53%
election and re-election of
directors - Election of Ms B Bulo
Ordinary resolution 1.2: Approval of 123 939 716 96,82% 3,18% 9,16% 6 800 000 95,59%
election and re-election of directors -
Re-election of Dr NM Phosa
Ordinary resolution 2.1: Approval of re- 138 540 330 100,00% 0,00% 0,10% 6 650 000 96,24%
election of audit and risk committee
members - Mr VW Mcobothi
Ordinary resolution 2.2: Approval of 138 540 330 100,00% 0,00% 0,01% 6 550 000 85,50%
election of audit and risk committee
members - Ms B Bulo *Subject to
election as director pursuant to
ordinary resolution number 1.1
Ordinary resolution 2.3: Approval of re- 138 540 330 99,16% 0,84% 0,01% 6 600 000 96,97%
election of audit and risk committee
members - Mr CD Stein
Ordinary resolution 3. Approval of re- 138 540 330 87,56% 12,44% 0,01% 6 650 000 100,00%
appointment of SVG as external auditor
4.1 - Approval of the remuneration 138 514 830 86,71% 13,29% 0,03% 6 300 000 91,27%
policy by way of a non-binding advisory
vote
4.2 - Approval of the remuneration 138 514 830 89,56% 10,44% 0,03% 6 300 000 91,27%
implementation report by way of a non-
binding advisory vote
Ordinary resolution 5: Approval of 138 540 330 89,43% 10,57% 0,01% 5 850 000 100,00%
general authority to directors to allot
and issue authorised but unissued
ordinary shares
Ordinary resolution 6: Approval of 138 540 330 90,40% 9,60% 0,01% 6 500 000 100,00%
general authority to allot and issue
shares for cash
Ordinary resolution 7: Approval of 138 540 330 100,0% 0,0% 0,01% 6 650 000 100,00%
signing authority
Special Resolution 1: Approval of general 138 514 830 100,00% 0,00% 0,03% 6 650 000 97,74%
authority to acquire (repurchase) Company
shares
Special Resolution 2: Approval of the 138 540 330 97,15% 2,85% 0,01% 6 300 000 84,92%
additional remuneration for Ms B Bulo
for the financial year ended 29 February
2020
Special Resolution 3.1: Approval of the 138 540 330 97,15% 2,85% 0,01% 6 000 000 93,33%
additional remuneration for the
financial year ending 28 February 2021 -
Ms B Bulo*
Special Resolution 3.2: Approval of the 123 939 716 96,82% 3,18% 9,16% 6 000 000 92,50%
additional remuneration for the financial
year ending 28 February 2021 - Dr NM
Phosa
Special resolution 4: Approval of the 138 540 330 97,15% 2,85% 0,01% 5 700 000 98,25%
remuneration of the non-executive
directors for the financial year ending
28 February 2022
Special resolution 5: Authority to 138 514 830 87,55% 12,45% 0,03% 6 550 000 98,47%
provide financial assistance to any
company or corporation which is related
or inter-related to the Company.
Details of combined voting results continued:
Combined total Ordinary and “A” ordinary shares voted at the meeting
Total For % Against % Abstain% Ordinary “A” ordinary
Ordinary and Shares as % shares as % of
“A” ordinary of total total shares
shares voted shares that that could be
at the could be voted
meeting voted
Ordinary resolution 1.1: Approval of 145 340 330 99,93% 0,07% 0,01% 95,74% 4,26%
election and re-election of
directors - Election of Ms B Bulo
Ordinary resolution 1.2: Approval of 130 739 716 96,75% 3,25% 8,60% 95,74% 4,26%
election and re-election of
directors - Re-election of Dr NM
Phosa
Ordinary resolution 2.1: Approval of 145 190 330 99,83% 0,17% 0,10% 95,74% 4,26%
election of audit and risk committee
members – Re-election of Mr VW Mcobothi
Ordinary resolution 2.2: Approval of 145 090 330 99,34% 0,66% 0,16% 95,74% 4,26%
election of audit and risk committee
members – Election of Ms B Bulo
*Subject to election as director
pursuant to ordinary resolution
number 1.1
Ordinary resolution 2.3: Approval of 145 140 330 99,06% 0,94% 0,13% 95,74% 4,26%
election of audit and risk committee
members - Re-election of Mr CD Stein
Ordinary resolution 3. Approval of re- 145 190 330 88,13% 11,87% 0,10% 95,74% 4,26%
appointment of SVG as external auditor
4.1 - Approval of the remuneration 144 814 830 86,91% 13,09% 0,32% 95,74% 4,26%
policy by way of a non-binding advisory
vote
4.2 - Approval of the remuneration 144 814 830 89,64% 10,36% 0,32% 95,74% 4,26%
implementation report by way of a non-
binding advisory vote
Ordinary resolution 5: Approval of 144 390 330 89,86% 10,14% 0,57% 95,74% 4,26%
general authority to directors to allot
and issue authorised but unissued
ordinary shares
Ordinary resolution 6: Approval of 145 040 330 90,83% 9,17% 0,19% 95,74% 4,26%
general authority to allot and issue
shares for cash
Ordinary resolution 7: Approval of 145 190 330 100,00% 0,0% 0,10% 95,74% 4,26%
signing authority
Special Resolution 1: Approval of 145 164 830 99,90% 0,10% 0,12% 95,74% 4,26%
general authority to acquire
(repurchase) Company shares
Special Resolution 2: Approval of the 144 840 330 96,62% 3,38% 0,31% 95,74% 4,26%
additional remuneration for Ms B Bulo for
the financial year ended 29 February 2020
Special Resolution 3.1: Approval of the 144 540 330 96,99% 3,01% 0,48% 95,74% 4,26%
additional remuneration for the
financial year ending 28 February 2021 -
Ms B Bulo*
Special Resolution 3.2: Approval of the 129 939 716 96,62% 3,38% 9,07% 95,74% 4,26%
additional remuneration for the financial
year ending 28 February 2021 - Dr NM
Phosa
Special resolution 4: Approval of the 144 240 330 97,19% 2,81% 0,48% 95,74% 4,26%
remuneration of the non-executive
directors for the financial year ending
28 February 2022
Special resolution 5: Authority to 145 064 830 88,05% 11,95% 0,17% 95,74% 4,26%
provide financial assistance to any
company or corporation which is related
or inter-related to the Company.
Johannesburg
25 September 2020
Sponsor
Investec Bank Limited
Date: 25-09-2020 12:46:00
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